west of Strasburg. The north branch of the Shenandoah flows northward to Fisher's Hill, thence bending to the eastward at the foot of and around the north end of Three Top (or Massanutten) Mountain, thence, forming a junction with the south branch, past Front Royal to the west and again. northward, emptying into the Potomac at Harper's Ferry.

Crook's two divisions, Colonel Joseph Thoburn and Colonel Rutherford B. Hayes commanding, were wholly to the east of the pike; Thoburn's division well advanced, his front conforming to the course of the creek; the Nineteenth Corps (Emory's), two divisions, lay on each side of the pike, covering the bridge and ford in its immediate front, and the Sixth was on Emory's right. Ricketts, Wheaton, and Getty's divisions of the Sixth were encamped in the order named from left to right. Meadow Brook (sometimes called Marsh Run), a small stream, with rugged banks, flowing from north to south and emptying into Cedar Creek, separated the left of Ricketts' division from the right of the Nineteenth Corps. The Sixth Corps' front conformed to the line of Cedar Creek; Getty's division being retired, and consequently much nearer than the others to Middletown. My brigade was the left of the Sixth, and its left rested on Meadow Brook. Merritt's cavalry was in close proximity to Getty's right. Custer was about one and a half miles to Merritt's right, on the Back road beyond a range of hills and near the foot of Little North Mountain. The whole course of the Back road is through a rough country, not adapted to cavalry operations. Powell's cavalry division was near Front Royal. Army headquarters were at the Belle Grove House on the heights west of the pike, immediately in rear of the right of the Nineteenth Corps. Wright's headquarters were a short distance to the rear of Sheridan's.

The supply and baggage trains of our army were about one mile behind its right centre and about the same distance from Middletown, a village twelve miles south of Winchester, and about two miles north of the Cedar Creek bridge. Getty and Merritt's camps were, in general, westward of Middletown. The front of our army covered about two miles; Custer's and

Thoburn's divisions, on the right and left, being outside of this limit.

The Union Army was not intrenched, save a portion of the Nineteenth and Eighth Corps. Owing to reports that Early had withdrawn southward, Wright ordered a brigade of the Nineteenth Corps to start at daylight of the 19th to make a strong reconnoissance. The Union troops, except only the usual guards and pickets, quietly slept in their tents the night of the 18th of October.

The Confederate Army was encamped on Fisher's Hill, two miles south of Strasburg and about six miles from the centre of the Union Army, measured by the pike. Three Top Mountain was east and south of a bend in the Shenandoah; its north end abutting close up to the river. General J. B. Gordon and Captain Hotchkiss, from the Confederate signal station on Three Top, on the 18th, with field-glasses, marked the location of all the Union camps, and on their report Early decided to attack the next morning.' Accordingly, Gordon, Ramseur, and Pegram's divisions and Payne's cavalry brigade were moved in the night across the river, thence along the foot of Three Top Mountain, and along its north end and eastward to and again across the river at Bowman and McIntorf's Fords below the mouth of Cedar Creek, and thence, by 4 A. M., to a position east of the main camp of Crook's corps. These divisions were under Gordon. Kershaw and Wharton's divisions marched by the pike to the north of Strasburg, and there separated; the former moving to the eastward, accompanied by Early. Kershaw crossed Cedar Creek at Robert's Ford, about one and a half miles above its mouth, which brought him in front of Thoburn of Crook's corps. Wharton, followed by all of Early's artillery, continued on the pike and took position in advance of Hupp's Hill, less than a mile south of the bridge over Cedar Creek. He had orders to push across the bridge as soon as Gordon made an attack on the Union left and rear, and thus bring the artillery into action. Lomax's cavalry division, theretofore posted in Luray Valley, was ordered to 1 War Records, vol. xliii., Part I., p. 580, Captain Hotchkiss' Journal.

elude Powell's cavalry, join the right of Gordon, and co-operate with him in the attack. Rosser's cavalry divisions were pushed up the night of the 18th close in front of Custer, with orders to attack simultaneously with Gordon. The enemy did not know Sheridan was absent from his army, and Payne's cavalry, which accompanied Gordon, was ordered to penetrate to the Belle Grove House and make him a prisoner.1 Wright was in command of the army for all military operations, but otherwise it was commanded in Sheridan's name, during his absence, by his staff. Few of the army knew Sheridan was away when the battle opened.

At 4 A.M. the still sleeping Union Army was aroused by sharp firing far off on its right. Rosser had attacked Custer, but though there was some surprise, Custer held his ground. This was the initial attack, but almost at the moment Rosser's guns were heard came an assault on Thoburn by Kershaw, followed at once by Gordon with his three divisions and Payne's cavalry on Hayes' division of Crook's corps. Besides being surprised Crook's divisions were largely outnumbered, and, consequently, after a short and desperate resistance, both divisions were broken and somewhat dispersed. Thoburn was killed. The officers heroically did all in their power to rally the men, but some were captured, and seventeen pieces of artillery lost. Early soon joined Gordon with Kershaw, and together they fell on the left of the Nineteenth Corps, which was at the same time assailed in front by Wharton with all Early's artillery. The Nineteenth shared the fate of Crook's corps, and was soon broken and flying to the rear. This brought Early's five infantry divisions and his artillery together on the heights near the Belle Grove House, from whence they could operate against the Sixth Corps. Sheridan's headquarters were captured, his staff being forced to fly with such official papers as they could collect. Crook and Emory's commands were routed before it was fully day-dawn. The position of our cavalry was such that it could render no immediate aid against the main attack. Gordon prolonged his